Excluded Asset definition
Excluded Asset means any asset of any Grantor excluded from the security interest hereunder by virtue of Section 2.2 hereof but only to the extent, and for so long as, so excluded thereunder.
Excluded Asset has the meaning assigned to such term in the Security Agreement.
Excluded Asset means (a) any fee-owned Real Estate with a fair market value, individually, of less than $1,000,000 and all leasehold interests in any Real Estate, (b) motor vehicles and other assets (to the extent perfection must be obtained through notation on a certificate of title) and commercial tort claims with a value of less than $1,000,000, (c) pledges and security interests prohibited by applicable law, rule or regulation (to the extent such law, rule or regulation is effective under applicable anti-assignment provisions of the UCC), other than proceeds and receivables in respect thereof (unless such proceeds or receivables would otherwise constitute Excluded Asset), (d) any “intent to use” trademark applications for which a “statement of use” or an “amendment to allege use” has not been filed and accepted (but only until such statement or amendment is filed and accepted), (e) any interests in joint ventures, (f) Excluded Equity, (g) any general intangible, permit, lease, license, contract or agreement to which any Loan Party is a party or has any right, title or interest thereunder to the extent that such general intangible, permit, lease, license, contract or agreement contains a term or is subject to a rule of law, statute or regulation that restricts, prohibits, or requires a consent (that has not been obtained) of a Person (other than a Loan Party or Affiliate thereof) to, the creation, attachment or perfection of the security interest granted herein, and any such restriction, prohibition and/or requirement of consent is effective and enforceable under applicable law and is not rendered ineffective by applicable law (including, without limitation, pursuant to Sections 9-406, 9-407, 9-408 or 9-409 of the UCC) or principles of equity, (h) any lease, license or other agreement or any property subject to a purchase money security interest or similar arrangement to the extent that a grant of a security interest therein would violate or invalidate such lease, license or agreement or purchase money arrangement or create a right of termination in favor of any other party thereto (other than a Loan Party or Affiliate thereof), except to the extent any such agreement or term providing for such violation, invalidation or right of termination is ineffective or rendered unenforceable under applicable law (including, without limitation, pursuant to Sections 9-406, 9-407, 9-408 or 9-409 of the UCC) or principles of equity, (i) the Management Agreements (but not proceeds o...
Examples of Excluded Asset in a sentence
Solely for purposes of this Agreement, in calculating the amount of Restricted Payments made by the Borrower during any period referred to in paragraph (b) above, any Restricted Payments made by Designated Subsidiaries or any other Excluded Asset that is a Subsidiary during such period (other than any such Restricted Payments that are made directly or indirectly to Obligors) shall be treated as Restricted Payments made by the Borrower during such period.
More Definitions of Excluded Asset
Excluded Asset shall have the meaning assigned thereto in Section 14.28.
Excluded Asset has the meaning set forth in Section 1.2.
Excluded Asset shall have the meaning assigned thereto in Section 14.28. “Exclusion Event” shall have the meaning assigned thereto in Section 14.28. “Executive Order” shall have the meaning assigned thereto in Section 3.1(f)(i). “Existing Lease” shall have the meaning assigned thereto in Section 10.7. “Fixed Rents” shall have the meaning assigned thereto in Section 10.2(a).
Excluded Asset means either a lease by the Borrower or any Guarantor, as lessor, of a real property asset, or a promissory note held by the Borrower or any Guarantor which is secured by a Mortgage on real property, in either case where (a) any required base rental payment, or principal or interest payment, as the case may be, is more than 60 days past due or (b) in the case of a lease wherein the tenant is the subject of a Bankruptcy Proceeding, such lease has been rejected in bankruptcy; provided that assets with respect to real property subject to a lease rejected in bankruptcy shall cease to be considered Excluded Assets once such real property has been re-leased to a third-party which is not otherwise subject to clause (a) or (b) above.
Excluded Asset is any asset set forth in Section 2.4. ---------------
Excluded Asset means (a) the Excluded Equity Interests; (b) the Excluded Deposit Accounts; (c) the Excluded Securities Accounts; (d) any lease, license, contract or agreement to which a Grantor is a party or any of its rights or interests thereunder if, to the extent and for so long as the grant of the Security Interest would constitute or result in the unenforceability of any right, title or interest of such Grantor in, or a breach, termination or default under any term of such lease, license, contract or agreement (other than to the extent that such term would be rendered ineffective pursuant to Sections 9-406, 9-407, 9-408 or 9-409 of the New York UCC or any other applicable law or principle of equity); provided that, to the extent severable, any portion of or right under any such lease, license, contract or agreement in which the Security Interest can be granted without any of the consequences specified above shall not constitute an Excluded Asset; (e) any “intent to use” trademark application for which a statement of use has not been filed with the United States Patent and Trademark Office, but only to the extent that the grant of the Security Interest would invalidate such trademark application; and (f) fixed or capital assets subject to Liens permitted under Section 6.02(j) of the Credit Agreement and cash deposited or pledged to secure letter of credit reimbursement obligations as permitted under the Credit Agreement (other than any such obligations arising under the Credit Agreement), in each case, if, to the extent and for so long as the grant of the Security Interest on such fixed or capital assets or such cash would constitute or result in a breach of, or a default under, the definitive documentation creating such Liens or pursuant to which such letter of credit reimbursement obligations arose, in each case other than any Proceeds, substitutions or replacements of any of the assets described in clauses (a) through (f) (unless any such Proceeds, substitution or replacement would in itself constitute an asset described in clauses (a) through (f).
Excluded Asset means any asset other than a Transferred Business Asset or a Residual Asset, including, for the avoidance of doubt: